‘STATE OF SOUTH CAROLINA ) AMENDMENT #1 TO ) EMPLOYMENT AGREEMENT COUNTY OF RICHLAND ) DATED DECEMBER 7, 2015 THIS AMENDMENT #1 TO EMPLOYMENT AGREEMENT DATED DECEMBER 7, 2015 ("Amendment #1”) is made and entered into as of January 12, 2018, by and between the University of South Carolina, an educational institution and agency of the State of South Carolina (“University”), and William L. Muschamp (“Employee”). WHEREAS, effective December 7, 2015, the parties entered into an employment agreement ("Employment Agreement”) pursuant to which Employee was hired to perform the duties of Head Football Coach for a term beginning December 7, 2015 and ending December 31, 2020; and WHEREAS, the parties now desire to amend the Employment Agreement, as follows: (1) to amend Paragraph 3.01 to extend the term of the Employment Agreement for a period of three Years; (2) to amend Paragraph 4,03(a) regarding Employee’s opportunity to earn incentive- based supplemental compensation; (3) to amend Paragraph 5.01(c) to increase the outside compensation Employee shall receive for his services in connection with television and radio shows and commercial endorsements; (4) to amend Paragraph 12.02(b) regarding the University’s obligation upon terminating the Employment Agreement without cause; and (5) to amend Paragraph 12.03(b) regarding Employee's obligation upon terminating the Employment Agreement; NOW, THEREFORE, in consideration of the Employment Agreement, the relationship between the parties, and the mutual covenants and conditions set forth herein, the parties hereto ‘mutually agree as follows: 1. Term. Paragraph 3.01 of the Employment Agreement is hereby amended to provide that the term of the Employment Agreement is extended for a period of three (3) years and shall terminate without further notice from the University on December 31, 2023, subject to prior termination in accordance with the provisions of Paragraphs 11 and 12 of the Employment Agreement. 2, Incentive-Based Supplemental Compensation. Paragraph 4.03(a) of the Employment Agreement is hereby amended and replaced, in its entirety, as follows: (2) In each Contract Year during the term of this Employment Agreement, Employee shall earn and receive incentive-based supplemental compensation from the University as follows(a) (2) SEC Championship Game (Maximum - $250,000). ti) (ii) Employee may earn the greater of the following: '* $100,000 if the football team plays in the SEC Championship football game; or * $250,000 if the football team wins the SEC Championship football game. It is understood that Employee must be employed by the University on the date of the SEC Championship football game and coach the football team during the SEC Championship football game in order to be eligible to earn the incentive-based supplemental compensation under this Paragraph 4.03(a)(1). Post-Season Bowl/College Football Playoff (“CFP”) Games (Maximum -$400,000). wi ti) Employee may earn the greater of the following: * $50,000 if the football team plays in the Birmingham Bowl or independence Bow; or * $100,000 if the football team plays in any non- CFP game other than the Birmingham Bowl, Independence Bowl or Citrus Bowl; or ‘* $200,000 if the football team plays in the Citrus Bowl; or * $300,000 if the football team plays in a CFP New Year's Big 6 bow!; or * $400,000 if the football team wins a CFP New Year's Big 6 bowl; or ‘* $400,000 if the football team plays in a CFP Playoff game. For purposes of clarify of this Paragraph 4.03(a)(2), it is understood that the “Big 6 bow!” games are as follows: Sugar Bowl, Rose Bowl, Orange Bowl, Cotton Bowl, Peach Bowl and Fiesta Bowl. It is understood that in order to be eligible to earn Post-season bowl/CFP game _incentive-based(3) (4) (5) supplemental compensation under this Paragraph 4.03(a)(2), Employee must be employed by the University on the date of the post-season bowl/CFP game and coach the football team during the post- season bow!/CFP game, and the football team must win not less than fifty percent (50%) of its regular season games (ie,, 6 wins and 6 losses, or better), regardless of whether the football team is selected to participate in a post-season bowi/CFP game. National Championship Game (Maximum - $500,000). (i (ii) Employee may earn the greater of the following: '* $300,000 if the football team plays in the CFP National Championship game; or * $500,000 if the football team wins the CFP National Championship game. It is understood that Employee must be employed by the University on the date of the National Championship game and coach the football team during the National Championship game in order to be eligible to earn the _incentive-based supplemental compensation under this Paragraph 4.03(a)(3). Coach of the Year (Maximum - $150,000). Employee may earn either or both of the followin, $50,000 if Employee is selected as SEC Coach of the Year (as recognized by the SEC); and $100,000 if Employee is selected as National Coach of the Year (as recognized by any of the following nationally-recognized organizations: American Football Coaches Association, Associated Press, Walter Camp Foundation, or National Sports Media Association). Academic Performance Rate (“APR”) (Maximum - $100,000). w Employee may earn the greater of the following: 3